General Meeting of Shareholders ASR Nederland N.V May, 2018

Transcription

1 General Meeting of Shareholders ASR Nederland N.V May, 2018

2 Welcome Kick van der Pol Chair of the Supervisory Board 2

3 Agenda 1. Opening 2. Annual Report Financial Statements 2017 and Dividend 4. Discharge members of the Supervisory Board and the Executive Board 5. Reappointment of Mr. Chris Figee (CFO) 6. Appointment new member of the Supervisory Board 7. Extension of the authorities of the Executive Board 8. Proposal to cancel shares held by a.s.r. (in treasury) 9. Questions 10. Closing 3

4 1. Opening Opening remarks and announcements English translation Webcast service Order of the meeting 4

5 2. Annual Report Jos Baeten CEO and Chair of the Executive Board 5

6 2. Strategy to create value for shareholders and customers Meeting customers needs Excellence in pricing, underwriting and claims handling Cost effectiveness Solid financial framework Our principles drive value in our business portfolio Stable cash flows and value generating businesses Robust and predictable back books Business enhancement opportunities 6

7 Low Long-term growth prospects High 2. Executing our strategy and optimising the business portfolio A Stable cash flows and value-generating businesses with relatively strong growth potential C Business enhancement opportunities Pursuit of profitable growth led to 5.7% increase of GWP in P&C. Robotics are used for tenders which offers commercial opportunities Disability absorbed the impact of BeZaVa and achieved stable topline whilst focusing on value over volume Integration of NIVO completed as planned Inflow in 3 rd party assets of 1.8bn in 2017 Successful launch of the Dutch Mobility Office Fund (AuM 241m) and the Dutch Mortgage Fund (AuM 494m) Pensions DC wrote a record 25.6m new recurring GWP, doubling current AuM Bottom-line growth of 39.5% within Distribution and Services B D Robust and predictable back books Divestments Execution of initiatives to migrate pension clients to capital light solutions Leidsche Rijn Centrum real estate development (residential housing, retail and offices) achieved over 80% occupancy rate Cost per policy in Life declined in spite of higher than planned lapses Migration of Individual Life books on track as planned High Current profit contribution Low 7

8 2. Strong results in 2017, outperforming targets Operating result Solvency II (SF) IFRS net result 729m 196% * +17.2% +7%-pts (FY16: 622m) (FY16: 189%) 906m +37.5% (FY16: 659m) Operating ROE Capital accretion Operating expenses 15.6% 742m ** 584m up to 12% target 22% on SCR +2.6% (FY16:14.6%) (FY16 475m ) (FY16: 569m) Dividend per share Organic capital creation Combined ratio m +28.3% 11% on SCR 95.1% Target <97% (FY16: 1.27) (FY16 348m) (FY16: 95.6%) * After proposed dividend and excluding a.s.r. bank. Solvency II ratio 203% pre dividend ** Before proposed dividend ( 230m) and Share Buybacks ( 255m) and including issuance of RT1 hybrid ( 300m) 8

9 2. Non financial performance and themes in 2017 Net Promoter Score Diversity Fair Insurance Guide +40 / % - 40% No. 1 Customers / Intermediaries Up 4 points / Up 6 points Male / Female position for a.s.r. s social responsible investment policy Culture Employee Engagement SDG s a.s.r. story including our core values High Denison organisational success survey 2017 CLA CSR Social Role own a.s.r. cla as from in line with the a.s.r. story Taskforce Further development of CSR-policy, initiatives and KPI s Foundation Initiates projects on financial awareness and self-reliance 9

10 2. All business segments drove strong increase in operating result Operating result (in m) FY16 FY17 Non-life Life Banking and Asset Management 2 7 Distribution and Services Holding and Other/ Eliminations Total

11 2. Nonlife: benefiting from underwriting excellence and favourable claims experience Operating result (in m) Gross Written Premiums (in m) P&C Disability Health % % 2,433 2, ,083 1,145 FY16 FY17 FY16 FY17 Combined ratio (in %) Combined ratio by product line (in %) Claims Expense Commission FY16 FY FY16 FY17 Disability Health P&C 11

12 2. Life: higher operating result driven by investment margin Operating result (in m) Investment margin (in m) Investment margin Technical result Direct investment income Required interest Result on costs +13.2% Amortised realised gains , FY16 FY17 FY16 FY17 Gross Written Premiums (in m) Recurring NIVO/large contract (single premium) Single 2,013 New business (APE) (in m) Recurring premiums Single premiums , % ,279 1, FY16 FY17 FY16 FY17 12

13 2. Generali Nederland, integration in full swing Transaction highlights Generali Nederland Overview** Combined Business mix (pro forma) Bolt-on acquisition in line with a.s.r. s strategy and commitment to deploy capital for sustainable value creation. Compelling opportunity to further consolidate the Dutch insurance market Cash consideration of 143m; capital injection into Life and Non-life after closing (5 Feb) GWP 2017 GWP Non-life 2017 GWP Life 2017 Operating expenses m 313m 96m 44m Non-life: 2,892m GWP in 2017* 11% a.s.r. Generali Nederland 89% Pro-forma Group Solvency II ratio of 188% after closing including dilution before synergies and cost savings Solvency II impact Expected RoI ca. -9%-pts >12% Life: 1,549m GWP in 2017* 6% High level integration planning % a.s.r. Generali Nederland Legal merger Life, Non-life and Holding Integration Funeral Integration Non-life Integration Individual Life Integration Pensions 13

14 2. Strong Solvency II 14

15 2. Delivering on medium-term targets Solvency II (SF) Operating return on equity S&P rating (insurance business) 196%* 15.6% Single A >160% medium-term target Up to 12% medium-term target Single A medium-term target Combined ratio Non-life Operating expenses Financial leverage 95.1% 584m 25.3% <97% medium-term target absorbing cost base of acquisitions; on track for medium-term target <30% medium-term target * Excluding a.s.r. Bank and after proposed dividend 15

16 2. Dividend policy & proposal Dividend policy: a pay-out ratio of 45% to 55% of the net operating result attributable to shareholders (i.e. net of hybrid costs) Dividend proposal Dividend per share (in ) Proposed 2017 dividend of 1.63 per share, an increase of 28.3% on the 2016 dividend per share Ambition to offer a growing dividend per share * * ** ** ** +28.3% Intended Interim Dividend Pay-out ratio of 45% led to 230m dividend pay-out Introducing interim dividends with a pay-out ratio of 40% of the previous year s dividend. Based on the proposed 2017 dividend this would amount to 0.65 interim dividend per share payable in

17 2. Q&A 17

18 2B. Report of the Supervisory Board Kick van der Pol Chair of the Supervisory Board 18

19 2C. Corporate Governance Section 4.1 of the Annual Report 2017 Dutch Corporate Governance Code 2016 implemented Changing interest Dutch State in a.s.r., completion of privatisation Revenue Dutch State sale of a.s.r. #Shares Price Proceeds (in mln) 10 June 2016, IPO 54,449, , January 2017, Selldown I 20,400, April 2017, Selldown II 20,000, June 2017, Selldown III 25,000, September 2017, Selldown IV 30,150, , ,000,000 3,

20 2D. Execution of the Remuneration Policy Kick van der Pol Chair of the Supervisory Board 20

21 2D. Execution of the Remuneration Policy Section 4.4 of the Annual Report 2017 Remuneration complies with prevailing legislation and regulations Decision to adjust the remuneration of the members of the Executive Board in line with the current remuneration policy and gradually increase the individual remuneration in steps towards

22 3. Financial Statements & Dividend Cor van den Bos Chair of the Audit & Risk Committee 22

23 Agenda Important aspects of our audit Key Audit Matters Conclusions & Other Remarks Page 23 AGM ASR Nederland N.V.

24 Important aspects of our audit Audit consolidated financial statements Review Sustainability Information Management report and other information Is consistent with the financial statements and does not contain material misstatements Contains the information as required by Part 9 of Book 2 of the Dutch Civil Code Page 24 AGM ASR Nederland N.V.

25 Key Audit Matters Audit Approach Key Audit Matters Valuation and adequacy of insurance contract liabilities (including shadow accounting) due to the complexity and use of assumptions Fair value measurement of investments and related disclosures Solvency II disclosure Reliability and continuity of electronic data processing Unit-linked exposure Subsequent events disclosure on Generali NL (GNL) acquisition Page 25 AGM ASR Nederland N.V.

26 Our conclusion and other remarks Estimates within reasonable range Unqualified auditors opinion Relation with management and supervisory board Page 26 AGM ASR Nederland N.V.

27 Ernst & Young Accountants LLP is a limited liability partnership registered in England and Wales with registered number OC Ernst & Young Accountants LLP has its registered office at 1 Lambeth Palace Road, London SE1 7EU, United Kingdom, its principal place of business at Boompjes 258, 3011 XZ Rotterdam, the Netherlands and is registered with the Chamber of Commerce Rotterdam number

28 3. Financial Statements & Dividend A. Proposal to adopt the financial statements for the financial year 2017 Questions Voting 28

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30 3. Financial Statements & Dividend B. Notes to the dividend policy and the introduction of interim dividend with a pay-out ratio of 40% of the previous year s dividend Questions C. Proposal to adopt a cash dividend for the financial year 2017 of million (1.63 per share) Questions Voting 30

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32 4. Discharge A. Proposal to discharge each member of the Executive Board for execution of their duties in the financial year 2017 Questions Voting 32

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34 4. Discharge B. Proposal to discharge each member of the Supervisory Board for execution of their duties in the financial year 2017 Questions Voting 34

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36 5. Reappointment of Chris Figee, CFO A. Intention to reappoint Mr. Figee, CFO Questions 36

37 6. Proposal appointment of a new member of the Supervisory Board A. Introduction of Mrs. Sonja Barendregt 37

38 6. Proposal appointment of Mrs. Barendregt as member of the Supervisory Board B. Proposal to appoint Mrs. Barendregt Questions Voting 38

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40 7. Extension of the authorities of the Executive Board A. Proposal to extend the authority of the Executive Board to issue shares and/or grant the right to subscribe for shares Up to a maximum of 10% of the share capital For a period of 18 months Subject to approval of the Supervisory Board Provided that this authorization will not be used for stock dividend 40

41 7. Extension of the authorities of the Executive Board A. Proposal to extend the authority of the Executive Board to issue shares and/or grant the right to subscribe for shares Questions Voting 41

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43 7. Extension of the authorities of the Executive Board B. Proposal to extend the authority of the Executive Board to limit or exclude statutory pre-emption rights In connection with the issue authorization granted under agenda item 7a For a period of 18 months Subject to approval of the Supervisory Board 43

44 7. Extension of the authorities of the Executive Board B. Proposal to extend the authority of the Executive Board to limit or exclude statutory pre-emption rights Questions Voting 44

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46 7. Extension of the authorities of the Executive Board C. Proposal to extend the authority of the Executive Board to acquire shares For a period of 18 months Subject to approval of the Supervisory Board Up to a maximum of 10% of the share capital At a price between the nominal share value and 10% above an average closing price over a period of 5 days preceding the day of acquisition of the shares 46

47 7. Extension of the authorities of the Executive Board C. Proposal to extend the authority of the Executive Board to acquire shares Questions Voting 47

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49 8. Proposal to cancel shares held by a.s.r. a.s.r. currently owns 6 million shares in its own capital Acquired on 13 June 2017 and 14 September 2017 Proposal to cancel these 6 million shares This will reduce the issued share capital from 147 million shares to 141 million shares Purpose of the cancellation is to simplify the capital structure 49

50 8. Proposal to cancel shares held by a.s.r. Questions Voting 50

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52 9. Questions 52

53 10. Closing Thank you for your attendance Please join us for a lunch in the lounge outside this conference room